Brokerage Prospecting — Protecting & Monetising the Intermediary Role

The "Who" question in brokerage is simultaneously a qualification question and a commission protection question. The intermediary must document: who they introduced, when they introduced them, what information was exchanged at introduction, and that neither party had a prior commercial relationship for this specific product or transaction. This documentation becomes the evidence trail if a circumvention claim is ever needed. Practically: always confirm introductions in writing (email is sufficient). Retain all correspondence. Never introduce verbally without following up in writing the same day.

• Document the introduction in writing — email to both parties citing the introduction date and Global Nexus as the originating intermediary
• Confirm that neither party had a prior relationship for this specific mandate before introduction
• Retain all communication records between yourself and each principal
• Ensure the NCNDA references the specific product, buyer, and seller being introduced

Scope creep is the brokerage intermediary's enemy. A mandate that begins as "India-EU textile trade facilitation" should not quietly expand to include immigration advisory, real estate referral, and banking introduction — unless each additional service is separately documented and commissioned. The "What" question in brokerage means: what specific introduction or facilitation service is being provided, what deliverable triggers commission, and what falls outside scope (and therefore outside commission protection).

• Define the mandate scope precisely in the CCA: which product, which buyer, which seller, which territory
• Exclude from scope anything you are not being paid to facilitate
• If scope expands, execute an addendum to the CCA before providing the expanded service
• Never provide multiple services under a single vague mandate agreement — each service deserves its own commission trigger

The most commercially consequential answer in brokerage. Commission trigger options, in order of intermediary-friendliness: (1) Introduction trigger — commission when introduction is made and accepted. Rarely agreed by principals. (2) Contract signing trigger — commission when supply agreement or purchase order is signed. Clean and clear but pre-payment. (3) Shipment trigger — commission when goods are shipped. Most common. (4) Payment trigger — commission when payment clears. Maximum protection for principal paying the commission, maximum risk for intermediary. The tail period: how long after mandate expiry does the commission run for deals that close with introduced parties? Minimum 12 months recommended.

• Specify the exact commission trigger in the CCA — no ambiguity
• Include a tail period of minimum 12 months post-mandate expiry
• Include a provision that commission is due even if the deal structure changes (e.g., buyer introduces a related entity to close the deal)
• Specify the currency and payment timeline (e.g., EUR 30 days from trigger event)

The governing law and jurisdiction of the NCNDA determines whether it is enforceable in practice. An NCNDA governed by Bolivian law, with disputes resolved in a Bolivian court, is effectively unenforceable for India-EU mandates. Recommended structure for Global Nexus mandates: Portuguese law (Amit Jain's EU jurisdiction), ICC arbitration seated in Lisbon or Singapore, awards enforceable under New York Convention in 170+ countries. For India-side enforcement: dual governing law clause (Portuguese law for EU side, Indian law for India side), or a Singapore seat which enforces in both jurisdictions.

• Governing law: Portuguese, English, or Singapore law — all internationally respected
• Seat of arbitration: Lisbon, London, or Singapore — all New York Convention signatories
• Arbitration institution: ICC (preferred for high-value mandates), LCIA (London), or SIAC (Singapore)
• Include a service of process address in each party's jurisdiction for emergency injunctive relief if circumvention is discovered

The circumvention risk assessment: parties who use intermediaries because they genuinely cannot access each other's market without the network (e.g., an EU buyer with no India contacts, or an Indian exporter with no EU buyer relationships) have the lowest circumvention motivation. Parties who use intermediaries opportunistically — who already have some market access and simply want to see who the intermediary knows — have the highest circumvention risk. The "Why" question is a circumvention risk pre-assessment. High circumvention risk: parties who are vague about why they need an intermediary, who already operate in the relevant market, or who resist signing the NCNDA quickly.

• Assess the circumvention risk before signing any documents by asking why the party cannot make this introduction themselves
• High-risk signal: reluctance to sign NCNDA promptly, or requests to see the other party's identity before signing
• High-risk signal: party already has contacts in the relevant market and is using you as a reference check
• Protect against high-risk parties by reducing information shared before NCNDA is fully executed

Commission rates in trade brokerage are not standardised — they reflect the complexity of the mandate, the value of the introduction, the effort required to close, and market practice for the sector. Global Nexus rates: trade facilitation 2-7%, business brokerage 3-10%, IT recruitment 15-25% of CTC, real estate referral (from agent's commission), immigration advisory fixed fee + referral. The commission structure also affects the intermediary's incentives: a flat commission rate (e.g., 3% of all goods shipped) is simpler and aligns with long-term relationship value. A staged rate (5% first order, 3% repeat) front-loads reward and incentivises closing the first deal.

• Commission rate by sector and deal type — agree before any work begins
• Commission structure: flat rate, staged rate, or retainer plus success fee — each has different incentive implications
• Currency: specify EUR, USD, or INR — currency risk falls on the party paying if rate fluctuates between trigger and payment
• Floor amount: minimum commission for small initial orders (protects against nominal first orders followed by direct repeat business)

In sub-brokerage and franchise structures, the "Whose" question becomes critical. When Global Nexus franchisees originate mandates, the commission split (franchisee 30-40%, principal 60-70%) must be documented in the franchise agreement before the mandate is originated — not after. In sub-brokerage arrangements with third-party brokers, the split must be agreed in writing before introductions are exchanged. The "Whose" question also covers: if Global Nexus is engaged by the seller, does the seller know that the buyer was also introduced through Global Nexus? Disclosed dual agency is legal; undisclosed dual agency is a conflict of interest.

• Document whose network originated the mandate (Global Nexus principal vs. franchisee vs. third-party broker) before any introduction
• Agree commission splits in writing before any work is done
• Disclose dual agency in writing if representing both buyer and seller in the same mandate
• In franchise mandates: ensure the franchisee's CCA with Global Nexus is executed before the franchisee's CCA with the principal is signed

The HOW question in brokerage is the operational commission protection question. Commission payment mechanics: bank transfer to a nominated account in a specified currency within 30 days of trigger event. Include a late payment interest clause (2-5% per month on overdue amounts). For large commissions: consider an escrow arrangement where the paying principal deposits the commission into a neutral escrow account at contract signing, released to Global Nexus on the trigger event. Tail clause mechanics: name each introduced party explicitly in the mandate agreement so the tail is triggered by transactions with any named entity or their affiliates.

• Specify bank account details and currency in the CCA — never leave payment mechanics vague
• Include late payment interest (2-5% per month) to deter tactical non-payment at trigger time
• For commissions above EUR 50,000: consider escrow arrangement
• Tail clause: name each introduced party and specify that affiliates and related parties are covered
• Include a gross-up clause if withholding tax applies in the paying party's jurisdiction